Executive Employment & Compensation

📘 Module 1: Legal & Regulatory Framework for Executive Appointments (1 Hour)

• Companies Act, 2013: appointment and remuneration provisions
• SEBI LODR requirements for KMP disclosures
• Director vs employee vs consultant structures
• Board, NRC, and shareholder approval norms

📘 Module 2: Drafting Executive Employment Contracts (1 Hour 15 Minutes)

• Key clauses: duties, exclusivity, conflict, indemnity
• Termination, notice period, and golden parachute terms
• Non-compete, non-solicit, confidentiality covenants
• Enforceability and judicial outlook in India & overseas

📘 Module 3: Compensation Structure & Benchmarking (1 Hour)

• Fixed vs variable pay, long-term incentives
• Stock options, RSUs, performance-linked bonuses
• ESOP policy and compliance considerations
• Market benchmarking tools and peer comparison

📘 Module 4: Taxation, Reporting & Disclosure Obligations (1 Hour)

• Tax treatment of different pay elements
• Perquisite valuation and tax liability disclosure
• XBRL, annual reports, and MCA/SEBI filings
• Insider trading and PIT Code intersections

📘 Module 5: Board & NRC Oversight of Executive Pay (1 Hour)

• Role of Nomination & Remuneration Committee
• Evaluation and approval processes
• Shareholder engagement and Say-on-Pay practices
• Proxy advisor expectations (IiAS, Glass Lewis, ISS)

📘 Module 6: Global Trends & Case Studies (45 Minutes)

• Pay equity, clawback policies, and ESG-linked bonuses
• International compensation trends and SEC rules
• Litigation and reputational risks in executive pay
• Real-world examples of executive contract evolution

📊 Design reward with rigor — Align executive contracts with governance, motivation, and regulatory confidence.